In a letter to the Emmis Board of Directors, CEO Jeff Smulyan is making a play to take the company he founded back in 1980, private. His offer is $4.10 per share, which amounts to approximately $46.5 million. He says it’s a very fair offer. “We believe that this offer is fair to and in the best interest of Emmis and its various constituencies, including its public shareholders. This offer represents premiums of approximately 25% and 3% over the 90-day volume weighted average closing price and closing price of Emmis’s Class A Common Stock on August 17, 2016.” This is the third attempt by Smulyan to take the company private.
Smulyan writes to the board that, “in light of the limited trading market and institutional investor interest in the Common Stock, and the lack of significant analyst coverage, we believe the proposed transaction represents a particularly attractive liquidity opportunity for the company’s public shareholders.” Smulyan currently owns 52% of the total voting power of Emmis’s Common Stock.
Smulyan says he has obtained a committed acquisition facility from an affiliate of Falcon Investment Advisors. Moelis & Company provided financial advice in connection with securing this financing commitment and related matters. Smulyan says his intention is to invite a small group of rollover investors, which he expects to include officers and directors of Emmis and a limited number of other accredited investors to join him in the offer. He made two previous attempts to take the company private in 2006 and 2010. The company went public in 1994.
The Emmis Board of Directors has formed a Special Committee of disinterested directors to consider the proposal. The Special Committee will select its own financial and legal advisors. Smulyan and the other directors of Emmis who will join him in the purchase will not participate in the evaluation of the proposal.
Read Smulyan’s letter to the Emmis Board of Directors HERE